01—Abstract
Summary
Summary of the 8-K filed October 20, 2017. Cited figures are marked; the original filing is the authoritative source.
Charter Communications, Inc. (CHTR) announced via an 8-K filing on October 20, 2017, that its subsidiaries, CCO Holdings, LLC and CCO Holdings Capital Corp., completed the issuance of $1.0 billiona in aggregate principal amount of 5.000% Senior Notes due 2028 and $500 million in aggregate principal amount of 4.000% Senior Notes due 2023 on October 17, 2017.
These notes were sold to qualified institutional buyers and non-U.S. persons under specific exemptions from registration. The issuance of these notes, totaling $1.5 billionb, is intended to supplement the company's capital structure and support its ongoing operations and growth initiatives.
The indenture governing these notes includes standard covenants that limit the Issuers' ability to incur additional debt, pay dividends, make restricted payments, sell assets, or engage in certain other corporate actions, while also including provisions for a change of control offer. Investors should note that these notes are general unsecured obligations of the Issuers and are not guaranteed by Charter Communications, Inc.
02—Key points
Key Highlights
- Charter's subsidiaries (CCO Holdings, LLC and CCO Holdings Capital Corp.) issued $1.0 billion of 5.000% Senior Notes due 2028 and $500 million of 4.000% Senior Notes due 2023 on October 17, 2017.
- The issuance of these notes, totaling $1.5 billion, was completed on October 17, 2017.
- The notes were sold to qualified institutional buyers and non-U.S. persons pursuant to Rule 144A and Regulation S, respectively.
- The 2028 Notes are an add-on to an existing series, bringing the total outstanding 2028 Notes to $2.5 billion.
- The notes are general unsecured obligations of the Issuers and are not guaranteed by Charter Communications, Inc.
- The indenture includes covenants that restrict the Issuers' ability to incur additional debt, pay dividends, make investments, sell assets, and engage in mergers, among other limitations.
- A change of control provision requires the Issuers to offer to purchase the notes at 101% of the principal amount if a change of control event occurs.
03—Questions
Frequently Asked Questions
What is the total amount of debt issued by Charter's subsidiaries in this filing?
Charter's subsidiaries, CCO Holdings, LLC and CCO Holdings Capital Corp., issued a total of $1.5 billion in new debt. This includes $1.0 billion of 5.000% Senior Notes due 2028 and $500 million of 4.000% Senior Notes due 2023.
Are these new notes guaranteed by Charter Communications, Inc.?
No, the filing explicitly states that the notes are general unsecured obligations of the Issuers (CCO Holdings, LLC and CCO Holdings Capital Corp.) and are not guaranteed by Charter Communications, Inc.
What are some of the restrictions placed on Charter's subsidiaries due to this debt issuance?
The indenture governing these notes imposes several restrictions on the Issuers, including limitations on their ability to incur additional debt, pay dividends or make restricted payments, make certain investments, grant liens, sell assets, merge or consolidate with other entities, and engage in transactions with affiliates.
What happens if there is a change of control at Charter Communications?
In the event of a 'Change of Control' (as defined in the applicable indentures), the Issuers will be required to make an offer to purchase all of the outstanding notes at a price equal to 101% of the aggregate principal amount, plus accrued and unpaid interest.
04—Continue